14. Equity Incentive Plans

The Company’s equity incentive plans are intended to attract and retain employees and provide an incentive for them to contribute to the Company’s long-term growth and achievement of its long-range performance goals. The equity incentive plans consist of plans under which employees may be granted options to purchase shares of the Company’s stock, restricted stock and other equity incentives. Restricted stock awards generally have a 3 year vesting period. At September 30, 2017, a total of 3,459,828 shares were reserved and available for future grant under the equity incentive plans.

2015 Equity Incentive Plan

The primary purpose of the 2015 Equity Incentive Plan, (the “2015 Plan") is to attract and retain employees and provide an incentive for them to contribute to the Company’s long-term growth and achievement of its long-range performance goals. In accordance with the 2015 Plan provisions, the Company may grant (i) restricted stock and other stock-based awards, (ii) nonqualified stock options, and (iii) options intended to qualify as incentive stock options under Section 422 of the Internal Revenue Code. All employees of the Company or any affiliate of the Company, independent directors, consultants and advisors are eligible to participate in the 2015 Plan. The 2015 Plan provides for the issuance of a maximum of 5,000,000 shares of common stock in addition to the stock option and restricted stock awards granted out of the 2000 Plan that were canceled or forfeited after February 5, 2015 upon expiration of the 2000 Plan on March 31, 2015.

Restricted Stock Activity

The following table summarizes restricted stock unit activity for the fiscal year ended September 30, 2017:


		Weighted
		Average
		Grant-Date
	Shares	Fair Value
Outstanding at September 30, 2016	2,489,076	$	10.79
Granted	1,018,570		14.43
Vested	(918,738)		10.51
Forfeited	(114,897)		11.80
Outstanding at September 30, 2017	2,474,011	$	12.34

The weighted average grant date fair value of restricted stock units granted during fiscal years 2017, 2016 and 2015 was $14.43, $10.84 and $11.89 per share, respectively. The fair value of restricted stock units vested during fiscal years 2017, 2016 and 2015 was $15.0 million, $14.3 million and $8.4 million, respectively. During fiscal years 2017, 2016 and 2015, the Company remitted $4.7 million, $4.4 million and $2.4 million, respectively, for withholding taxes on vested restricted stock units, of which $0.1 million, $4.3 million and $2.3 million, respectively, was paid by the Company. During fiscal years 2017, 2016 and 2015, the Company received $4.6 million, $0.1 million and $0.1 million, respectively, in cash proceeds from employees to satisfy their tax obligations as a result of share issuances.

As of September 30, 2017, the future unrecognized stock-based compensation expense related to restricted stock units expected to vest is $20.3 million and is expected to be recognized over an estimated weighted average amortization period of 1.6 years.

The Company grants restricted stock units which vest upon the satisfaction of certain performance conditions and / or service conditions. In addition, the Company issues shares to participating employees pursuant to an employee stock purchase plan. The Company also issues unrestricted stock awards to its directors in accordance with its director compensation program.

The Company grants restricted stock units that vest over a required service period and /or achievement of certain operating performance goals. Restricted stock units granted with performance goals may also have a required service period following the achievement of all or a portion of the goals. The following table reflects restricted stock units and stock awards granted during fiscal years ended September 30, 2017, 2016 and 2015:


		Time-Based		Performance-
	Total Units	Units	Stock Grants	Based Units
Year ended September 30, 2017	1,018,570	386,713	43,519	588,338
Year ended September 30, 2016	1,690,582	744,250	86,082	860,250
Year ended September 30, 2015	1,513,281	597,250	69,281	846,750

Time-Based Grants

Restricted stock units granted with a required service period typically have three year vesting schedules in which one-third of awards vest at the first anniversary of the grant date, one-third vest at the second anniversary of the grant date and one-third vest at the third anniversary of the grant date, subject to the award holders meeting service requirements.

Stock Grants

During fiscal years 2017, 2016 and 2015, the Company granted 43,519, 86,082 and 69,281 units, respectively, to the members of the Company’s Board of Directors, including compensation-related restricted stock units of 28,065, 55,380 and 49,267, respectively.

Compensation-related units granted during fiscal year 2017 are subject to a one-year vesting period starting from the grant date. The units will vest on the date which is one day before the Company’s 2018 Annual Meeting of Stockholders. Compensation-related units granted during fiscal years 2016 and 2015 vested on the grant date upon their issuance.

Certain members of the Board of Directors previously elected to defer receiving their annual awards of restricted shares of the Company stock and quarterly dividends until a future date. During fiscal years 2017, 2016 and 2015, the Company granted 13,065, 25,560 and 13,318 units, respectively, related to such deferred annual restricted share awards, as well as 2,389, 5,142 and 6,876 units, related to deferred quarterly dividends. Annual restricted share awards granted during fiscal year 2017 are subject to a one-year vesting period starting from the grant date. The units will vest on the date which is one day before the Company’s 2018 Annual Meeting of Stockholders, but certain holders have elected to defer the receipt of the Company shares until they attain a certain age or cease to provide services to the Company in their capacity as Board members. Annual restricted share awards granted during fiscal years 2016 and 2015 vested on the grant date upon their issuance, but the settlement was deferred by certain holders, for the same conditions as described above for grants in fiscal year 2017. The amount of deferred dividends granted during fiscal years 2017, 2016 and 2015 was equal to the value of cash dividends that would be paid on the number of total deferred shares based on the closing price of the Company’s stock on the dividend record date. Such units vested upon their issuance, but the settlement was deferred by certain holders for the same conditions, as described above.

Performance-Based Grants

Performance-based restricted stock units are earned based on the achievement of performance criteria established by the Human Resources and Compensation Committee of the Board of Directors. The criteria for performance-based awards are weighted and have threshold, target and maximum performance goals.

Performance-based awards granted in fiscal year 2017 allow participants to earn 100% of a targeted number of restricted stock units if the Company’s performance meets its target for each applicable financial metric, and up to a maximum of 200% of the restricted stock units if the Company’s performance for such metrics meets the maximum threshold. Performance below the minimum threshold for each financial metric results in award forfeitures. Performance goals will be measured over a three year period at the end of fiscal year 2019 to determine the number of units earned by recipients who continue to meet a service requirement. Units held by recipients who fail to meet the continued service requirement are forfeited. Earned units for recipients who continue to meet the service requirements vest on the date the Company’s Board of Directors determines the number of units earned, which will be approximately the third anniversary of the grant date.

Performance-based awards granted in fiscal year 2016 also include provisions that allow participants to earn threshold, target and maximum awards ranging from 0% of the award for performance below the minimum threshold, 100% of the award for performance at target, and up to a maximum of 200% of the award if the Company achieves the maximum performance goals.

Performance-based awards granted in fiscal year 2015 include provisions similar to fiscal years 2017 and 2016 awards that allow participants to earn threshold, target and maximum awards ranging from 0% of the award for performance below the minimum threshold, 100% of the award for performance at target, and up to a maximum of 200% of the award if the Company achieves the maximum performance goals.

Sixty percent of the performance-based units granted in fiscal year 2015 had certain performance goals that were measured at the end of fiscal year 2015 to determine the number of earned units eligible for subsequent vesting. The Company performed below the threshold levels relative to the performance criteria for these awards and as a result these awards were not eligible for subsequent vesting, which resulted in a forfeiture of 495,684 units.

Forty percent of the performance-based units granted in fiscal year 2015 have certain performance goals which will be measured over a three year period at the end of fiscal year 2017 to determine the number of earned units eligible for vesting. Earned units vest on the third anniversary of the grant date, subject to award holders satisfying the service requirements. 351,066 units, or 40.0%, of performance-based awards granted in fiscal year 2015 are eligible for vesting. The total number of performance-based units to be earned by the participants will be based on the achievement against the Company’s performance targets. The vesting of the units is subject to award holders satisfying the service requirements.

1995 Employee Stock Purchase Plan

On February 22, 1996, the stockholders approved the 1995 Employee Stock Purchase Plan, (the "1995 Plan"), which enables eligible employees to purchase shares of the Company’s common stock. Under the 1995 Plan, eligible employees may purchase up to an aggregate of 3,000,000 shares during six-month offering periods commencing on February 1 and August 1 of each year at a stock price equal to 85% of the fair market value of the Company’s stock at the beginning or the end of the semi-annual period, whichever is lower. On February 8, 2012, the stockholders approved an amendment to the 1995 Plan to increase the number of shares of the Company’s common stock available for issuance by 1,000,000 shares, from 3,000,000 to 4,000,000 shares. Participating employees may elect to have up to 10% of their base pay withheld and applied toward the purchase of such shares. The rights of participating employees under the 1995 Plan terminate upon voluntary withdrawal from the plan at any time or upon termination of employment. As of September 30, 2017, 3,949,432 shares of common stock have been purchased under the 1995 Plan which was terminated on August 1, 2017. As of September 30, 2017, there were no shares available for future purchases under the 1995 Plan since 50,568 shares remaining in the plan expired upon its termination. During fiscal years 2017 and 2016, the Company issued 162,360 and 235,727 shares, respectively, under the 1995 Plan for $2.0 million and $1.9 million, respectively.

2017 Employee Stock Purchase Plan

On February 8, 2017, the stockholders approved the 2017 Employee Stock Purchase Plan, (the "2017 Plan"), which enables eligible employees to purchase shares of the Company’s common stock. The 2017 Plan replaced the 1995 Plan which was terminated on August 1, 2017 upon the expiration of the offering period on July 31, 2017. The 2017 Plan allows for purchases by employees of up to 1,250,000 shares of the Company’s common stock. If the rights of participating employees granted under the 2017 Plan terminate without having been exercised, the shares of common stock not purchased under such rights become available for issuance under the 2017 Plan. As of September 30, 2017, 1,250,000 shares of common stock remain available for purchase under the 2017 Plan. During fiscal year ended September 30, 2017, there were no shares issued or purchased under the 2017 Plan.